Home/Filings/4/0001819395-25-000030
4//SEC Filing

Banker Sanjay D 4

Accession 0001819395-25-000030

CIK 0001819395other

Filed

Feb 17, 7:00 PM ET

Accepted

Feb 18, 6:08 PM ET

Size

278.9 KB

Accession

0001819395-25-000030

Insider Transaction Report

Form 4
Period: 2025-02-13
Transactions
  • Exercise/Conversion

    Common Stock

    2025-02-13+6,25810,458 total
  • Exercise/Conversion

    Common Stock

    2025-02-13+4,19914,657 total
  • Award

    Common Stock

    2025-02-13+49,68964,346 total
  • Exercise/Conversion

    Restricted Stock Units

    2025-02-136,2580 total
    Common Stock (6,258 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    2025-02-134,1994,199 total
    Common Stock (4,199 underlying)
Holdings
  • Employee stock option (right to buy)

    Exercise: $34.80Exp: 2030-11-05Common Stock (1,779 underlying)
    1,779
  • Series A Convertible Preferred Stock

    Common Stock (100,000 underlying)
    100,000
  • Employee stock option (right to buy)

    Exercise: $27.80Exp: 2029-01-28Common Stock (104,371 underlying)
    104,371
  • Employee stock option (right to buy)

    Exercise: $34.80Exp: 2030-06-18Common Stock (100 underlying)
    100
  • Employee stock option (right to buy)

    Exercise: $34.80Exp: 2031-11-11Common Stock (577 underlying)
    577
  • Employee stock option (right to buy)

    Exercise: $34.80Exp: 2030-11-05Common Stock (75,439 underlying)
    75,439
Footnotes (10)
  • [F1]Each restricted stock unit ("RSU") represents a contingent right to receive one share of common stock.
  • [F10]Pursuant to a transition agreement entered into by the reporting person and a subsidiary of the issuer on October 15, 2022, 100% of the outstanding and unvested shares subject to the option awards were accelerated on December 31, 2022.
  • [F2]Reflects the delayed vesting upon the effectiveness of the issuer's Registration Statement on Form S-8 with respect to the shares of common stock available for issuance under the issuer's 2021 Equity Incentive Plan, as amended, which were due to vest on June 7, 2024. The issuance of the shares of common stock was delayed until the issuer's filing of its delinquent periodic reports.
  • [F3]Reflects the delayed vesting upon the effectiveness of the issuer's Registration Statement on Form S-8 with respect to the shares of common stock available for issuance under the issuer's 2021 Equity Incentive Plan, as amended, which were due to vest on January 1, 2025. The issuance of the shares of common stock was delayed until the issuer's filing of its delinquent periodic reports.
  • [F4]Represents RSUs granted on February 13, 2025 as compensation for service as a director. The RSUs will vest in full on the earlier of (i) the one-year anniversary of the grant date of February 13, 2024, or (ii) the date of the 2025 annual meeting of shareholders, each subject to the reporting person's continued service as a director through the vesting date. Each RSU represents a contingent right to receive one share of common stock.
  • [F5]Represents RSUs granted on June 7, 2023 as compensation for service as a director. The RSUs will vest in full on the earlier of (i) the one-year anniversary of the grant date, or (ii) the date of the issuers 2024 annual meeting of stockholders. Each RSU represents a contingent right to receive one share of common stock. The vesting of these RSUs was delayed upon the effectiveness of the issuer's Registration Statement on Form S-8 with respect to the shares of common stock available for issuance under the issuer's 2021 Equity Incentive Plan, as amended, which were due to vest on June 7, 2023. The issuance of the shares of common stock was delayed until the issuer's filing of its delinquent periodic reports.
  • [F6]Represents RSUs granted on January 1, 2023. The RSUs will vest in three equal annual installments beginning on the first anniversary of the the grant date, subject to the reporting person's continued service as a director through the vesting date. Each RSU represents a contingent right to receive one share of common stock. The vesting of these RSUs was delayed upon the effectiveness of the issuer's Registration Statement on Form S-8 with respect to the shares of common stock available for issuance under the issuer's 2021 Equity Incentive Plan, as amended, which were due to vest on January 1, 2025. The issuance of the shares of common stock was delayed until the issuer's filing of its delinquent periodic reports.
  • [F7]The Series A Convertible Preferred Stock is convertible into a number of shares of common stock equal to (x) the liquidation preference, plus an amount equal to all accumulated and unpaid dividends on such shares (including dividends accrued and unpaid on previously unpaid dividends) divided by (y) a conversion price of the lower of (i) $1.00 and (ii) a 10% discount to the lowest daily VWAP of the common stock in the 7 trading days prior to the date of conversion, subject to a minimum conversion price of $0.50. The number of shares of common stock and Series A Convertible Preferred Stock included herein excludes any shares of Series A Convertible Preferred Stock issuable with respect to accrued and unpaid dividends and shares of common stock issuable upon the conversion thereof.
  • [F8]29,000 of the shares became convertible into shares of common stock upon shareholder approval on September 30, 2024 and 71,000 of the shares were immediately convertible into shares of common stock upon their issuance on November 6, 2024.
  • [F9]The conversion rights of the Series A Convertible Preferred Stock do not expire.

Issuer

Sonder Holdings Inc.

CIK 0001819395

Entity typeother

Related Parties

1
  • filerCIK 0001866359

Filing Metadata

Form type
4
Filed
Feb 17, 7:00 PM ET
Accepted
Feb 18, 6:08 PM ET
Size
278.9 KB